Marmot Data — Terms of Service (v1, archived)

Last updated: 23 August 2026
Version: 1.0

Important — please read

These Terms of Service ("Terms") form a legally binding agreement between Marmot Data Ltd and the organisation you represent. By ticking the box marked "I agree to the Terms of Service" and completing checkout, you confirm that you have read and accept these Terms and that you have authority to bind your organisation to them.

The Service is provided for business use only. It is not offered to consumers. By accepting these Terms you confirm that you are acting in the course of a business, trade, craft or profession, and not as a consumer.

Provider details: Marmot Data Ltd, a company incorporated in England and Wales under company number 17420684, registered office 66 Paul Street, London, EC2A 4NA. Contact: support@marmotdata.io

1. Definitions and interpretation

1.1 In these Terms, except where the context otherwise requires, the following expressions have the following meanings:

1.2 "Authorised Users" means those employees, agents, and independent contractors of the Customer who are authorised by the Customer to use the Service, up to the number permitted by the Plan.

1.3 "Business Day" means any day which is not a Saturday, Sunday, or public holiday in England and Wales.

1.4 "Confidential Information" means all information of a confidential nature disclosed by one Party to the other, whether disclosed in writing, orally, visually, or by any other means.

1.5 "Customer" or "you" means the organisation on whose behalf these Terms are accepted.

1.6 "Customer Data" means all data, information, and materials submitted by or on behalf of the Customer or its Authorised Users to the Service, or collected and processed by the Service on behalf of the Customer.

1.7 "Documentation" means the user manuals, online help, and other documentation for the Service made available by the Provider.

1.8 "DPA" means the Data Processing Agreement available at https://marmotdata.io/dpa, which forms part of these Terms.

1.9 "Effective Date" means the date on which the Customer first completes the sign-up process and accepts these Terms.

1.10 "Fees" means the subscription fees payable for the Plan, as set out on the Provider's pricing page at the time of purchase.

1.11 "Initial Subscription Term" means the period of one (1) month commencing on the Effective Date.

1.12 "Personal Data", "Data Controller", "Data Processor", "Data Subject", "processing", and "appropriate technical and organisational measures" shall have the meanings given to them in the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

1.13 "Plan" means the subscription tier selected by the Customer at checkout, together with the features, usage limits, number of Authorised Users, and Fees applicable to that tier as described on the Provider's pricing page.

1.14 "Provider" or "we" or "us" means Marmot Data Ltd.

1.15 "Renewal Period" means each successive period of one (1) month following the Initial Subscription Term.

1.16 "Service" means Marmot, the open source AI context layer, as made available by the Provider under the Plan and as described in the Documentation.

1.17 "Subscription Term" means the Initial Subscription Term together with any Renewal Periods.

2. Acceptance and formation of contract

2.1 These Terms take effect on the Effective Date and continue until terminated in accordance with clause 16.

2.2 By ticking the acceptance box and completing checkout, the Customer enters into a binding contract on these Terms. No signature is required.

2.3 The person accepting these Terms warrants that they are duly authorised to enter into these Terms on behalf of the Customer.

2.4 The Provider will make a copy of these Terms available at all times at https://marmotdata.io/terms, and will retain a record of the version accepted by the Customer and the date of acceptance.

2.5 These Terms are concluded in the English language only.

3. The Service

3.1 The Provider shall make the Service available to the Customer and its Authorised Users during the Subscription Term in accordance with these Terms and the Plan.

3.2 The Provider shall use commercially reasonable endeavours to make the Service available 24 hours a day, 7 days a week, except for planned maintenance (of which the Provider shall give at least 5 Business Days' prior notice by email or in-product notification) and unscheduled maintenance.

3.3 The Provider reserves the right to modify the Service from time to time, provided that such modifications do not materially reduce the functionality of the Service during any period for which Fees have already been paid.

4. Account registration

4.1 The Customer shall provide accurate, current, and complete information during the registration process and shall keep such information updated.

4.2 The Customer is responsible for maintaining the confidentiality of its account credentials and for all activities that occur under its account.

4.3 The Customer shall promptly notify the Provider of any unauthorised use of its account or any other breach of security.

4.4 The Customer shall not permit any person other than an Authorised User to access or use the Service.

5. Licence grant

5.1 Subject to the Customer's compliance with these Terms and payment of the Fees, the Provider grants to the Customer a non-exclusive, non-transferable, non-sublicensable licence during the Subscription Term to permit the Authorised Users to access and use the Service and the Documentation solely for the Customer's internal business purposes.

5.2 The licence granted under clause 5.1 is limited to the number of Authorised Users permitted by the Plan. The Customer may add additional Authorised Users by upgrading its Plan and paying the applicable additional Fees.

6. Restrictions

6.1 The Customer shall not, and shall ensure that its Authorised Users do not:

(a) access, store, distribute, or transmit any viruses, malware, or any material that is unlawful, harmful, threatening, defamatory, obscene, or otherwise objectionable during the course of its use of the Service;

(b) use the Service in any way that could damage, disable, overburden, or impair the Service or interfere with any other party's use of the Service;

(c) attempt to gain unauthorised access to the Service, its related systems, or networks;

(d) copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Service or Documentation in any form or media, save to the extent expressly permitted under the terms of any open source licence under which the Provider makes any component of the Service available;

(e) reverse engineer, disassemble, decompile, translate, or otherwise attempt to derive the source code of the Service, except to the extent expressly permitted by applicable law or by any applicable open source licence;

(f) access the Service for the purpose of building a competitive product or service or for benchmarking purposes;

(g) licence, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit the Service or make the Service available to any third party; or

(h) use the Service in breach of any applicable law, regulation, or third-party right.

6.2 The Provider may suspend the Customer's access to the Service immediately, without prior notice, where the Provider reasonably believes that the Customer or an Authorised User is in breach of this clause 6 and that such breach poses a risk to the security, integrity, or availability of the Service or to any third party. The Provider shall notify the Customer of any such suspension as soon as reasonably practicable and shall restore access promptly once the breach has been remedied.

7. Support

7.1 The Provider shall provide support services during Business Hours (09:00 to 17:00 GMT/BST, Monday to Friday, excluding public holidays in England and Wales), including:

(a) a helpdesk facility accessible by email at support@marmotdata.io; and

(b) an initial response to support requests within 1 Business Day of receipt.

7.2 For the avoidance of doubt, a response time is a target for initial acknowledgement and assessment and is not a commitment to resolve any issue within that period.

8. Service levels

8.1 The Provider shall use commercially reasonable endeavours to ensure that the Service achieves an uptime percentage of at least 99.5% during each calendar month (the "Uptime Commitment"), measured as: ((total minutes in the month minus Downtime minutes) / total minutes in the month) × 100.

8.2 "Downtime" means any period during which the Service is not available, excluding: (a) planned maintenance notified in advance; (b) downtime caused by the Customer's systems, networks, or equipment; (c) force majeure events; (d) failures of third-party infrastructure, hosting, or network providers outside the Provider's reasonable control; and (e) suspension of the Service in accordance with these Terms.

8.3 The Service is provided on a monthly rolling basis and the Customer may terminate at any time in accordance with clause 16. No service credits or other financial remedies are payable in respect of any failure to meet the Uptime Commitment, and the Customer's sole remedy in respect of any such failure is termination in accordance with clause 16.

9. Fees and payment

9.1 The Customer shall pay the Fees applicable to its Plan as set out on the Provider's pricing page at the time of purchase. Fees are payable monthly in advance.

9.2 All Fees are exclusive of VAT and any other applicable sales or transaction taxes, which shall be payable by the Customer at the prevailing rate where applicable.

9.3 Payments are processed by Stripe. The Customer shall provide and maintain valid payment card or direct debit details, and authorises the Provider to collect the Fees automatically on the Effective Date and on each subsequent monthly anniversary of the Effective Date for the following month of the Subscription Term.

9.4 If any payment fails or is declined, the Provider shall notify the Customer by email and the Customer shall have 7 days from the date of that notice to provide valid payment details and settle the outstanding amount. If the outstanding amount remains unpaid after that period, the Provider may suspend access to the Service until payment is received in full.

9.5 The Provider may change its Fees with effect from the start of any Renewal Period by giving the Customer not less than 30 days' prior notice by email. If the Customer does not wish to accept the change, it may terminate in accordance with clause 16.1 with effect from the end of the then-current Renewal Period. Continued use of the Service after the change takes effect constitutes acceptance of the revised Fees.

9.6 Fees are non-refundable, and no refunds or credits are provided for partial months of service or for periods during which the Customer did not use the Service, save where required by applicable law or expressly provided for in these Terms.

10. Data protection

10.1 The Parties acknowledge that for the purposes of the UK GDPR and the Data Protection Act 2018, the Customer is the Data Controller and the Provider is the Data Processor in respect of any Personal Data processed by the Provider on behalf of the Customer in connection with the Service.

10.2 The DPA is incorporated into and forms part of these Terms and governs the Provider's processing of Personal Data on the Customer's behalf. By accepting these Terms, the Customer also accepts the DPA. No separate signature is required, though the Provider will provide a signable copy on request.

10.3 The Customer grants the Provider general written authorisation to engage the sub-processors listed in the DPA from time to time. The Provider shall give the Customer not less than 30 days' notice by email of any intended addition or replacement of a sub-processor, giving the Customer the opportunity to object in accordance with the DPA.

10.4 The Provider shall notify the Customer without undue delay after becoming aware of a personal data breach affecting the Customer's Personal Data.

10.5 The Provider's processing of Personal Data for its own purposes as a Data Controller (for example, account administration and billing) is described in the Privacy Policy at https://marmotdata.io/privacy.

10.6 The Provider hosts Customer Data at rest within the United Kingdom and/or the European Economic Area. The Provider may change the hosting location within the United Kingdom or the European Economic Area at any time without notice. The Provider shall not host Customer Data at rest outside the United Kingdom and the European Economic Area without giving the Customer not less than 30 days' prior notice by email and ensuring that a lawful transfer mechanism is in place. If the Customer does not accept such a change, it may terminate under clause 16.1 with effect from the end of the then-current Renewal Period.

10.7 Clause 10.6 concerns the location at which Customer Data is stored. Personal Data may be accessed from, and transmitted through, other locations to the extent necessary to provide and support the Service, in each case subject to a lawful transfer mechanism where required.

11. Customer Data

11.1 The Customer shall own all right, title, and interest in and to the Customer Data.

11.2 The Customer grants the Provider a non-exclusive, royalty-free licence to use, copy, store, transmit, display, and process the Customer Data solely to the extent necessary to provide the Service and fulfil the Provider's obligations under these Terms.

11.3 The Provider shall implement and maintain appropriate technical and organisational measures to protect the Customer Data against unauthorised or unlawful processing and against accidental loss, destruction, or damage.

11.4 The Provider shall maintain regular backups of the Customer Data and shall make such backups available to the Customer upon reasonable request.

11.5 The Customer warrants that it has all necessary rights, consents, and lawful bases to provide the Customer Data to the Provider for processing in connection with the Service.

12. Intellectual property

12.1 The Provider (or its licensors) shall retain all intellectual property rights in the Service, the Documentation, and any software, technology, or materials provided in connection with the Service, subject to the terms of any open source licence under which any component is made available.

12.2 Nothing in these Terms shall operate to transfer any intellectual property rights from one Party to the other.

12.3 The Customer (or its licensors) shall retain all intellectual property rights in the Customer Data.

12.4 If the Customer provides the Provider with any suggestions, feedback, or recommendations regarding the Service, the Provider may use and incorporate them into the Service without restriction or obligation.

13. Confidentiality

13.1 Each Party shall keep confidential all Confidential Information of the other Party and shall not disclose such Confidential Information to any third party without the prior written consent of the other Party, except: (a) to its employees, officers, agents, and professional advisers who need to know such information for the purposes of these Terms, provided that such persons are bound by obligations of confidentiality no less onerous than those set out in this clause; (b) as required by law, regulation, or order of a court or governmental authority; or (c) information that is or becomes publicly available otherwise than through breach of these Terms.

13.2 The obligations of confidentiality shall survive the termination or expiry of these Terms for a period of 5 years.

14. Warranties

14.1 The Provider warrants that:

(a) the Service will be provided with reasonable care and skill and substantially in accordance with the Documentation;

(b) it has the right and authority to enter into these Terms and to grant the licence under clause 5;

(c) so far as the Provider is aware, the Service does not infringe the intellectual property rights of any third party; and

(d) it will comply with all applicable laws and regulations in the performance of its obligations under these Terms.

14.2 The Customer warrants that it has the right and authority to enter into these Terms.

14.3 Except as expressly set out in these Terms, all warranties, conditions, representations, and terms, whether express or implied by statute, common law, or otherwise, are excluded to the fullest extent permitted by law.

15. Limitation of liability

15.1 Nothing in these Terms shall limit or exclude either Party's liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; (c) any breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); or (d) any other liability which cannot be limited or excluded by applicable law.

15.2 Subject to clause 15.1, neither Party shall be liable to the other Party, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any: (a) loss of profits; (b) loss of sales or business; (c) loss of agreements or contracts; (d) loss of anticipated savings; (e) loss of use or corruption of software, data, or information; (f) loss of or damage to goodwill; or (g) any indirect or consequential loss, arising under or in connection with these Terms.

15.3 Subject to clause 15.1, the total aggregate liability of either Party to the other Party, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with these Terms shall be limited to the total Fees paid and payable by the Customer in the 12-month period immediately preceding the event giving rise to the claim.

15.4 The Parties acknowledge that the Fees have been set on the basis of the allocation of risk set out in this clause 15, and that the limitations and exclusions are reasonable in the circumstances.

16. Term and termination

16.1 These Terms commence on the Effective Date and continue for the Initial Subscription Term, and thereafter renew automatically for successive Renewal Periods on a rolling monthly basis, unless terminated in accordance with this clause 16. The Customer may cancel at any time through its account settings or by emailing support@marmotdata.io, with cancellation taking effect at the end of the then-current Initial Subscription Term or Renewal Period. The Provider may terminate on 30 days' notice by email.

16.2 Either Party may terminate these Terms immediately by giving written notice to the other Party if:

(a) the other Party commits a material breach of these Terms which (if remediable) is not remedied within 30 days of receiving written notice requiring it to be remedied;

(b) the other Party becomes insolvent, enters administration, goes into liquidation, makes an arrangement or composition with its creditors, or has a receiver, manager, or administrative receiver appointed over its assets; or

(c) the other Party ceases or threatens to cease to carry on business.

16.3 The Provider may terminate these Terms immediately by giving written notice if any Fees remain unpaid 14 days after the date of a notice given under clause 9.4.

17. Effects of termination

17.1 Upon termination or expiry of these Terms:

(a) all rights and licences granted to the Customer shall immediately terminate;

(b) the Customer shall immediately cease all use of the Service;

(c) the Provider shall, at the Customer's option and request (made within 30 days of termination), either return or delete all Customer Data in its possession or control, except to the extent that applicable law requires the Provider to retain any such data. After that 30-day period, the Provider may delete the Customer Data; and

(d) any provision of these Terms that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect, including clauses 10, 11, 12, 13, 14, 15, 17, 19, 20, and 21.

17.2 Termination or expiry shall not affect any rights, remedies, obligations, or liabilities of the Parties that have accrued up to the date of termination or expiry.

18. Force majeure

18.1 Neither Party shall be in breach of these Terms nor liable for any failure or delay in performing its obligations (other than obligations to make payment) if such failure or delay results from a Force Majeure Event.

18.2 "Force Majeure Event" means any circumstance not within a Party's reasonable control, including but not limited to acts of God, fire, flood, earthquake, epidemic, pandemic, war, terrorism, civil unrest, labour disputes, governmental actions, power failures, internet or telecommunications failures, or denial-of-service attacks.

18.3 If a Force Majeure Event prevents a Party from performing its obligations for a continuous period of more than 30 days, the other Party may terminate these Terms by giving 14 days' written notice.

19. Changes to these Terms

19.1 The Provider may amend these Terms from time to time, for example to reflect changes to the Service, to its business practices, or to applicable law.

19.2 Where an amendment is material and adverse to the Customer, the Provider shall give the Customer not less than 30 days' prior notice by email to the address associated with the Customer's account, and shall publish the revised Terms with an updated version number and date.

19.3 The revised Terms take effect at the end of the notice period. If the Customer does not accept the revised Terms, it may terminate under clause 16.1 with effect from the end of the then-current Renewal Period. Continued use of the Service after the revised Terms take effect constitutes acceptance of them.

19.4 Minor changes that do not materially and adversely affect the Customer's rights (such as corrections, clarifications, or updates to contact details) may be made without prior notice and take effect on publication.

19.5 The Provider shall keep previous versions of these Terms accessible at https://marmotdata.io/terms/archive.

20. General provisions

20.1 Entire agreement: These Terms (together with the DPA and any documents referred to in them) constitute the entire agreement between the Parties and supersede all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to their subject matter. Each Party acknowledges that it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance, or warranty not set out in these Terms. Nothing in this clause limits or excludes any liability for fraud or fraudulent misrepresentation.

20.2 Precedence: Where the Customer and the Provider have entered into a separately negotiated and signed written agreement for the Service, that agreement takes precedence over these Terms to the extent of any conflict.

20.3 Assignment: The Customer shall not assign, transfer, charge, sub-contract, or deal in any other manner with all or any of its rights or obligations under these Terms without the prior written consent of the Provider. The Provider may assign or transfer these Terms to any of its group companies or to a successor in business.

20.4 Waiver: No failure or delay by a Party to exercise any right or remedy shall constitute a waiver of that or any other right or remedy.

20.5 Severability: If any provision of these Terms is or becomes invalid, illegal, or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable.

20.6 Third party rights: A person who is not a party to these Terms shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term.

20.7 Notices: Notices to the Customer shall be sent by email to the address associated with the Customer's account. Notices to the Provider shall be sent by email to support@marmotdata.io or by pre-paid first-class post to the Provider's registered office. Notices sent by email are deemed received at the time of transmission.

21. Law and jurisdiction

21.1 These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

21.2 Each Party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms or their subject matter or formation.